1944

A flight of B-17s were on the way home from a successful bombing run on a German factory. One of them,The Celtic Flyer, was trailing behind keeping an eye on a damaged B-17 planning to provide support if a group of bf-109s decided to attack them. The pilot on the Flyer, Aaron Davis, was scanning the horizon alongside his co-pilot Mike Daniels. Little did either one know was that they and the rest of the crew of The Celtic Flyer were going to be in for a grand adventure to another world.

"Benson, any bandits behind us?" Davis asked his tail gunner, Jason Benson, over the radio. "None yet Skipper." Came the reply. "Any from below Williams?" Davis asked the Flyer's ball turret gunner, Dan Williams. "Negative Cap'n." Came the response. "Morning Star, this is Celtic Flyer. You still holding together?" Bill Allen, the Flyer's radioman, asked. "Flyer, this is Morning Star. Engine 3 is sputtering and engine 1 has stopped. Engines 2 and 4 are still at full power. We were shot up pretty bad, over." Davis looked over at the Morning Star. "Hang in there johnny we're nearly home." He said. Johnny Harrison was the pilot of the damaged B-17 called the Morning star. Suddenly, the sky began to darken. "What the fuck?" the Flyer's flight engineer/dorsal turret gunner, Andrew mason, said looking at the sky through the plexiglass cover of his turret. Cory Henderson and jack Simmons, the waist gunners of the Flyer, peered out and glanced at the dark clouds. "Ben, I thought you said we would have clear skies on the way home." Cory asked the Flyer's navigator, Benjamin Harris. "We WERE supposed to have clear skies." Ben replied. "You sure you had your glasses on ben?" Kevin Andrews, the bombardier, teased. Ben wacked Kevin in the back of the head. "Shut up, you ass."

"Morning Star, this is Celtic Flyer, did the sky darken for you? Over." Davis radioed. "Ye… yes it… did." The radio crackled. "Johnny, you're breaking up." Davis responded as lightning flashed. "I ca... can't hear you… your… radio. Signal is failing." Came the reply. "Allen, see if you can clear up the interference." Suddenly there was a bright flash, and the radio came alive. "Mayday, mayday! This is Morning star. Engine four has been hit by lightning. We're going down." Davis and Daniels glanced out and saw that the Morning Star's right outboard engine was ablaze. "Hang in there Johnny we can…." Davis began when a resigned sigh came over the radio. "Aaron, we both know that my plane is a lost cause. My plane is shot up bad. I'm not going to make it home." Johnny said over the radio. "this is Morning Star's final transmission. Good luck. Over and out."

The crew of the Celtic Flyer watched as the Morning Star slowly sunk into the storm clouds before an explosion resounded in the air. They hung their heads in silence at the loss of their brothers in all, but blood. "What now skipper?" Benson asked over the radio. "We press on to home base." Davis said choking back tears. Suddenly a heavy gust of wind rocked the Flyer knocking cory and Simmons to the floor. "Ow. That hurt. Captain can you keep her straight?" Simmons asked rubbing his head. "I'm trying Jack." Davis said struggling with the controls.

Suddenly the skies cleared. "The Fuck?" Daniels said looking out the right window. Allen came into the cockpit and saw something in the distance. "Guys up ahead. Is that castle?" he asked while pointing. "Yeah, it is, but what is that black mass around it, clouds?" Daniels said. "Allen, try to radio the castle and see if we can get help" Davis said.

Kevin looked through the plexiglass nose of the Flyer and noticed a speck growing as it got closer. 'fuck.' He thought scrambling to the controls for the chin turret "Davis! We got a bandit dead ahead." Mason swiveled his turret to face forward while ben squeezed past Kevin to aim the right nose gun. "I see it."

[Aces in exile by sabaton plays]

Cory and Simmons quickly pulled the bolt on their 50. Cal machine guns ready to fire. "Can't say that this return trip was going to be boring." Cory said while Simmons responded with a hell yeah. "Boys, if we go down. We're going down fighting." Davis said opening the throttle.

[Aces in exile ends]

Suddenly a cyan blur followed by a rainbow line shot past the Flyer. "Holy shit. What was that?" Mason said rotating his turret. "Benson can you identify the bandit." Davis asked. Benson gripped the gun handles with the fingers on the trigger. His eyes widened as the blur turned around and slowed. "Skipper, you're not going to believe this. Our bandit appears to be a cyan colored humanoid pegasus." Daniels and Davis looked at each other with a flabbergasted look on their faces.

Then they heard tapping on the glass.

Minutes earlier….

Twilight and her friends were struggling against the changelings. "there's too many Twilight we need to fall back." Applejack said. Twilight nodded before looking at rainbow dash. "Rainbow, can you go find the Wonderbolts? They should be here shortly." The cyan pegasus gave a mock salute and took off, knocking several changelings out of the sky.

'come on, where are you?' rainbow thought. Suddenly she saw a speck in the distance. "are those the Wonderbolts?" Rainbow muttered to herself. As she got closer the image got clearer. Her eyes widened at what she saw as she shot past it.

It was a large metal behemoth of a bird with what looked like sticks jutting from the chin, sides of its nose, from its tail, back, waist and belly. 'What in Celestia's name is this thing?' rainbow thought. That's when she noticed two beings inside looking at one another. Evidently. they were shocked about something and hadn't noticed her approach. She decided to knock on what appeared to be glass making the closest one jump.

Back on the Flyer

"Holy shit. I think my heart skipped a beat." Daniels said before glaring at the pegasus which appeared to be a female. Davis shook his head. He noticed it was trying to talk to them. Daniels then gestured with a thumb to her telling it to go to a waist gunner. The pegasus raised an eyebrow.

Rainbow was confused at one of the creatures' gesture. "What?" she said. The one that she had accidentally scared was trying to tell her something. That's when she noticed the other looked behind him and say something.

"Allen can you write something for mike to show our bandit?" Davis asked. "What do you want?" came the reply. "Head to right waist gunner." Allen nodded. "Cory, you're going to handle this first contact." Davis said. "Aye sir." Cory said. "Don't screw this up." Simmons said in a teasing tone which was promptly returned with a one finger salute.

Rainbow watched as another one of the two creatures appeared handing the one closest to her a slip of parchment before disappearing. The creature then placed the parchment against window for her to read. Thankfully it was in Equestrian. "Head to right waist gunner." She muttered before noticing the creature gesture with its thumb once more. Glancing behind her she saw a stick jutting out.

The pegasus glanced behind her and looked back at Daniels nodding before slowing down out of view. "You're up Henderson." Davis said. Cory literally jumped as the pegasus came into view. "uh… hi." He said. "please help me?" it asked in a tomboyish voice. "help you with what?" Cory asked before the pegasus pointed. "With that." It replied. "Davis, what's ahead of us?" Cory asked. "The castle why?"

Cory looked back at the pegasus, however before he could respond the pegasus rolled her eyes and grabbed the side of the opening. "Whoa, what the hell do you think your doing?" cory asked as it attempted to enter the plane. "What's going on back there?" Davis asked hearing cory's outburst. "I believe our guest wants to talk with the grinder and not the monkey." Simmons said. "I heard that." Cory said as snickers were heard. Davis sighed. "Alright. Help her in."

Rainbow struggled to get in as the creature whom she'd been talking with was attempting to help her. "Alright. Fold your wings in. don't want to clip them now do you." It said. Rainbow nodded and flattened her wings against her body. She felt the creature grasp one of her hands and wrap its other arm around her waist. Unfortunately, the creature tripped backwards and landed on its back with rainbow on top.

Cory felt his cheeks heat up as he gazed into the pegasus's ruby red eyes. 'Her eyes are beautiful.' He thought. Simmons took note as how both Cory and the pegasus were blushing up a storm. He made a cough bringing the two out of their staring contest. "You two lovebirds done staring at each other?" Simmons asked. The pegasus got off Cory and rubbed one of her arms. "Sorry." She said blushing lightly at Simmons' comment.

Rainbow didn't know why she blushed when she was snout to nose with the creature she accidentally fell onto. Her blush deepened when said creature's friend called them lovebirds. Fighting the blush down she looked at the creature that she landed on. "My friends and I need help at Canterlot." She said.

"Canterlot?" Cory said hunched over. "I believe that's the castle in the distance." Simmons said glancing at the pegasus. "Cory before you continue can you get her name." Cory nodded. "Can we have your name?" he wheezed out still trying to regain his breathe. "it's rainbow dash, but you guys can call me Rainbow if you want." The now named pegasus said before helping Cory steady himself. "Canterlot's under attack by the changelings" rainbow said. "Changelings?" Cory asked. "Shapeshifting bug-like ponies. They attacked in a swarm." Rainbow said. "Cory, bring her to the cockpit." Davis said. "Understood." Cory said before gesturing to rainbow to follow him. "Like the jacket by the way. He said. "Thanks." Rainbow said.

The two soon entered the bomb bay. "What's this place?" rainbow asked. "It's where we store bombs. Yes, this thing is a machine made for war." Cory said. Rainbow looked around in awe. "this would make a great sky diving plane." She said. Cory gave a dry chuckle. The only time we'd do that is if we had to bail out."

Allen was trying to get a radio signal when rainbow and Cory entered. He gave rainbow a quick glance before returning to the radio. "And this is the cockpit." Cory said. "the person on the left is the pilot, the one who flies this plane. The one on the right is the co-pilot. He takes over if the pilot is away from the controls or is injured" Davis and Daniels chuckled. "Being a gentleman are we?" Davis teased. "Shut up boss."

"You already know about the castle. But see that black mass?" rainbow said. Davis nodded. "We decided it was just some dark clouds." Daniels said. Rainbow shook her head. "That black mass is a swarm of changelings. You guys may not be the Wonderbolts, but please." She said. Davis shook his head. "It isn't our conflict. We can't help unless we have a good reason to." He said. "it's true. We aren't looking for a fight. We're just lost. So, I'm sorry to say you're on your own." Daniels said.

Cory placed a hand on rainbow. She shrugged it off. "So, you're just going to watch and let chrysalis overrun Canterlot and then the rest of Equestria?" she said. Allen then spoke up. "Chrysalis?" Rainbow looked at him. "She's the leader of the changelings hell bent on ruling the world." She said headed to the bomb bay. "Kevin open the bomb bay doors, our guest is departing."

Cory watched as the doors opened. He felt bad for rainbow. "Ok, what you want to do is keep your wings against your back…." He began to yell over the howling wind. "I figured how to jump out already!" rainbow yelled looking at him with tears in her eyes. "Thanks for nothing." She said in a venom laced tone.

Rainbow dropped out of the plane and spread her wings. "Hell bent on ruling the world." Cory mused as the doors closed. His eyes widened before he bolted for the cockpit. "Boss, I think we DO have a reason to intervene." Cory said. "How so?" Daniels asked. "This chrysalis person, rainbow spoke about, seems almost like a Nazi." Davis and Daniels looked at each other. "I hate to say it mike, but Cory's got a point." Davis said before steering the Flyer back to the castle and dropping altitude. "Get on your gun Henderson."

Rainbow flew back to Canterlot with tears in her eyes. "I'm sorry girls, I couldn't get help" she said to herself. Suddenly, she heard the droning of what appeared to be an engine. Looking behind he, she watched in awe as the metal behemoth known as the Celtic Flyer dropped out of the clouds and came up beside her. The person whom she assumed was the pilot motioned to her to keep going. Rainbow didn't need them to write a message. They were going to help. Rainbow gave a grin before thinking. "Hang in there girls, the calvary's coming."

A/N: My longest chapter ever. Whoo boy. This chapter kicks off my new story series called Steel Skies.